Two crewman on a spaceship awaken with no memory or who they are or what their mission is. The ship is mostly empty, but there are strange sounds coming from the center of the ship. The crewman meet a few other crewmen who have no memory of anything either. But what they meet next is the scariest part.

Most of the crewmembers have evolved into something horrible ... and they're hungry.

Back on Earth, population has boomed to the point where life is no longer sustainable. Famine and dehydration is rampant. Fighting over natural resources is destroying the planet. This ship Elysium was launched to start life on a distant Earthlike planet. By the time the ship reaches the new planet, life on Earth will be non-existent. These are last hope of humanity.

Now the few pieces of humanity that survive must fight to continue to survive. Not only do they have to fight the creatures on board their ship, they have to worry about Lieutenant Payton (Dennis Quaid who is losing his sanity. There is a story they tell in space travel as a warning about a situation called Pandorum. It's a story about a young officer on a spaceship who went insane and launched all hypersleep chambers into oblivion killing more than 500 passengers. Lt. Payton is showing the symptoms of Pandorum ... and maybe so are the others.

I thought the movie was just so-so and not that engaging. The masses seem to agree with me as the movie has only made about half of what they spent on it.